Bancorp (NASDAQ: TBBK) EVP granted 15,108 RSUs, uses shares for tax

Rhea-AI Filing Summary

The Bancorp, Inc. executive Erika R. Caesar, EVP and General Counsel, reported equity compensation and related tax-share transactions. On February 9, 2026, she acquired 15,108 restricted stock units, each representing one share of common stock, vesting annually in three equal installments.

On February 11, 2026, 2,198 common shares were disposed of to pay taxes due upon the vesting of restricted stock units, at an average price of $58.7882 per share, within a range of $57.68 to $59.045. After these transactions, she directly owned 37,350 common shares of The Bancorp, Inc.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Caesar Erika R

(Last) (First) (Middle)

C/O BANCORP, INC.

409 SILVERSIDE ROAD, SUITE 105

(Street)

WILMINGTON DE 19809

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bancorp, Inc. [ TBBK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/09/2026		A		15,108	A	(1)	39,548	D
Common Stock	02/11/2026		F(2)		2,198	D	$58.7882(3)	37,350	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The Reporting Person was granted restricted stock units, each of which represents the right to receive one share of common stock of The Bancorp, Inc. upon vesting. The restricted stock units shall vest annually in three equal installments.

2. Shares were sold to pay the taxes due upon the vesting of restricted stock units.

3. Shares were sold at prices ranging from $57.68 to $59.045.

	/s/ Martin F. Egan, as attorney-in-fact	02/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did TBBK executive Erika R. Caesar report?

Erika R. Caesar reported receiving 15,108 restricted stock units and disposing of 2,198 common shares to pay taxes on vesting. These moves reflect routine equity compensation and tax withholding, leaving her with 37,350 directly held Bancorp common shares.

How many restricted stock units did TBBK grant to Erika R. Caesar?

The company granted Erika R. Caesar 15,108 restricted stock units. Each unit represents the right to receive one share of Bancorp common stock, vesting annually in three equal installments, aligning her compensation with long-term company performance and share price.

Why were 2,198 TBBK shares disposed of by Erika R. Caesar?

2,198 Bancorp common shares were sold to pay taxes due upon the vesting of restricted stock units. This tax-withholding disposition is a common administrative transaction when equity awards vest and does not represent a discretionary open-market sale decision.

What price did TBBK shares sell for in Erika R. Caesar’s tax transaction?

Shares used for tax withholding were sold at an average price of $58.7882 per share. The filing notes they traded within a range of $57.68 to $59.045, reflecting market prices at the time of the tax-related disposition on February 11, 2026.

How many TBBK shares does Erika R. Caesar own after these transactions?

Following the reported equity grant and tax-share disposition, Erika R. Caesar directly owns 37,350 Bancorp common shares. This post-transaction figure incorporates the vesting-related acquisition and the shares sold to satisfy associated tax obligations disclosed in the filing.

How do Erika R. Caesar’s restricted stock units in TBBK vest?

Her 15,108 restricted stock units vest annually in three equal installments. Each vested unit converts into one share of Bancorp common stock, gradually increasing her direct share ownership over time as the installments complete according to the award’s schedule.